Naruto: Fallen Angels
by Duckmouse
Summary: A rewrite of the original series, Naruto: Fallen Angels follows the story of Naruto Uzumaki; a young boy trying to find his way in a dark and cruel world. Along the way he'll meet friends, enemies, and find love in the most unexpected of places. But he is plagued by a lonely, mysterious past. Will Naruto rise above it, or will he fall? Smart!Naruto / Eventual NaruTayu pairing.
1. Chapter 1

**Disclaimer: Naruto and all associated pieces of merchandise are property of Masashi Kishimoto.**

 **This story is a retelling of Naruto, from beginning to whatever end I design for it; while there will be many similarities, there will also be many differences. It begins very much the same as the classic, but as it goes it will diverge on its own path. So buckle up, grab a snack, and have fun.**

 **WARNING: The plot is very progressive. Please be patient.**

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 **Prologue:**

 **The Ninja Academy**

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Naruto yawned loudly as he sat up from his mat, rubbing at both of his foggy eyes with his knuckles. A stream of golden sunlight cascaded through the cracked, glass window, boring straight into the room from over the top of nearby buildings and a distant wall. His eyes couldn't see much, he sputtered and cursed as he nearly tripped over an empty, discarded paper bowl. It had been what he had eaten out of before passing out the night before. Reaching down to retrieve it from the floor, he noticed it was permanently ruined by a very large gash down the side; it was promptly tossed into a nearby trash can. That was another one gone, he would need to buy some more soon.

If only he had the money to pay for it.

Naruto was a poor boy, barely six years old, and yet still he lived predominantly on his own. His blond hair was shaggy and untamed, tussled over his head. At its longest, it would sometimes fall down to cover his cerulean blue eyes and blond eyebrows. Dressed in worn, dirty tan shorts and a black tee, with green sandals on his peachy skinned feet, he matched the ragged appearance of the surrounding apartment room: cluttered and messy. The most peculiar trait of the child, however, were the whiskers on his cheeks; long and thin like a cat's, three on each side. He didn't mind them, half the time he barely noticed.

Kicking aside fallen cups and forgotten pieces of trash, Naruto groggily shuffled from the thin mattress on the floor by the window, to an attached bathroom on the other side. This was in much the same shape as the small bedroom. The mirrors were spotted with dried watermarks, the short tile counter was notched with spilled toothpaste, and the faucet and drain were horribly stained. It was a nightmare when he had once awoken only to find a pool of water draining out of his sink, spilling out onto the floor and flowing out into the carpet. He had only barely escaped contracting pneumonia that night.

The water was turned on, scooped into a puddle between his cupped palms, and then splashed against his face - and only then did he realize how cold it was. He coughed and winced, tossing his head left and right in an effort to fling the icy water off of him; blindly grabbing for a nearby beige towel. How had he forgotten? The water heater for the apartment complex had been shut off last week. Every morning since then it had been the same story; a freezing surprise waiting to slap his sleepy head. At least he was awake, now.

After drying himself off he headed for the kitchen. It was even more cluttered there than in his bedroom and bathroom combined, if that was even possible. Bowls and cups and forks and all manner of other oddities lied on the tiled floor, brown and icky from many months of negligence. There was a table in the center, square and brown to look like wood, but on feeling it was made only of plastic. A single, hard chair sat nearby, crooked.

He pulled open the refrigerator door, ignoring the dust coating the handle (not to mention the rest of it), and retrieved a half-empty quart of milk. A loaf of bread from a nearby package, itself nearly empty, followed, along with a single slice of ham - the last one. He would have to go shopping later to restock with what little money he had, otherwise he'd go hungry the next morning. The window, above a tall (by his standards) counter over the sink was opened, allowing the morning song of the birds to slip into the otherwise quiet of his apartment, and he sat nibbling his bread and sipping from the carton, enjoying the fresh air as it seeped into the stuffy room.

Then there was a knock at the door. Who could that be, this early in the morning? He shoved the ham into his mouth and quickly trotted out the kitchen, and to the door, not bothering to look before opening. The one standing on the other side was an old man, short in stature and hunched, wearing a white and red robe and a large red hat that hid his hair and shadowed his forehead with a protruded lip; with thin 'curtains' of sorts along the sides and back. His darkened (still white in overall complexion) face was dotted with age marks and wrinkles, his wise, brown eyes peered down at Naruto under grey eyebrows, and he had a scrappy goatee.

"Goofmornif." Naruto greeted over the mouthful, smiling as best he could before turning around and heading back towards the kitchen. He knew the man well, he would help himself in. Hiruzen Sarutobi was a man he considered to be something of a grandfather, despite him not actually being such. Despite his age, he was an immensely powerful man; leader of the entire village of Konoha, and the one responsible for insuring Naruto was paid an allowance each month. It was that allowance that had kept Naruto fed over the years.

"Good morning, Naruto." Hiruzen smiled as he stepped into the beaten apartment, shutting the door quietly behind him. "I see you're in just as much of a mess as always."

Naruto laughed just after he swallowed another gulp of milk. It was true; he never was good at keeping the place clean. Though he didn't know what anyone expected otherwise of a six year old orphan. "Sorry, gramps." Was all he was willing to offer in apology. Hiruzen sighed, shaking his head and chuckling softly as he stepped into the kitchen. Naruto pretended to ignore him as he ate more of the piece of bread, gradually tearing it down to the crust. The old man had turned away and was looking out the window, hands folded behind his back. There was silence once more, save for Naruto's chewing and the bird's chirping, until finally, after he had finished his light breakfast he grew uncomfortable in the absence of a conversation. "So, why're you here again?" He asked with a quirk of his brow.

Hiruzen hesitated, or seemed to, for a moment, before turning his head and fixing Naruto with what seemed to be a confused stare. "Why, to see you off, of course, and make sure you got there safely." There was another moment of quiet. He was confused. What did Hiruzen mean by that? See him off?

"Uh," Naruto started, blinking, "Get where?"

Then Hiruzen's eyes widened, and his eyebrows raised. "Naruto! Have you forgotten what day it is?"

"Monday?" He answered with a perplexed frown.

"Yes!" Confirmed the old man as he stepped away from the window and towards the table. "But do you know what's supposed to happen on _this_ Monday?!"

"On this-" He started to answer, but then it finally clicked. His eyes darted to the calendar against the refrigerator. Circled in red marker was a date, and a scribbled word was written next to it. It was today's date. Today was Monday. A very special day Naruto had waited for for months after Hiruzen had told him about it. The day when the Ninja Academy was accepting admissions from the general public, to enroll their children. "It's today!"

"Yes!" Hiruzen said again, now with a thoroughly baffled expression. "You forgot?!"

"Err..." The answer was yes, but Naruto was hesitant to admit it, as obvious as he knew it was. He shuffled his feet and fiddled with the corner of the table.

The old man sighed, and nudged Naruto towards the door with a hand. "Well, no time to think about it now. Classes are filling up quickly. You'll need to hurry."

"Okay!" Before Naruto knew it, they were both outside the apartment and briskly walking down a narrow, bustling street. Konoha was a busy city, with lots of people going to and fro on business or recreation. It was a major hub of commerce and industry. The roads weren't paved, but they were flattened by the continuous passage of carts and wagons being pulled through. The buildings were well-kept and clean, even the alleyways between them were devoid of overflowing garbage - unlike Naruto's apartment room. They were headed towards the center of the large city, and as they got closer and closer to it, the buildings became bigger and bigger.

All the while they went, people stopped and smiled at Hiruzen, greeting him with a "Lord Hokage", or a "Goodmorning lord Third". Hokage was his title, the fire shadow, and he was the third man in all the history of Konohagakure to hold it. It was the position all the leaders of the village held during their rule.

Eventually they came to an opening in the infrastructure, as a wide path circled around a large red building lined by a gate, guarding its outer courtyard. Parents and children flocked to the entrance, set up in a large line as they awaited entry. The building was tall and cylindrical in build, with a red paint covering its entirety, broken briefly by an orange, sloped roof, before resuming above that until the very top. On the tip of the building were five, tall, rectangular pillars; and just above the first row of roofing was a round sign holding the kanji for Fire on it. Other buildings were connected to and around the main one, yet it was the only one of importance.

Also, there was a tree waiting out front by a wooden wall, and on the tree was a little wooden swing. One Naruto had sat on many times as he watched the building from afar, dreaming of the day when he would be able to go inside.

This was the Ninja Academy. The place where all ninja who served Konoha went to learn the tricks of their trade. The ninja were the soldiers, the police, and the guardians of Konoha. These were not the kind who hid in the shadows, although many still preferred that tactic. On the contrary, these were ones who held power of magic, to perform amazing spells like breathing fire from their mouths, or teleport from place to place. To climb walls and stand on water. To create illusions, of any sort they desired. Naruto knew it wasn't actually _magic_ per say, yet the applications of their abilities seemed along the lines of it. The Ninja Academy was where children went to learn the basics.

Today was a special day; because today Naruto would begin his first step to becoming a ninja.

Hiruzen put a hand on his shoulder. "We might already be too late, but we should still try and see." Naruto nodded, and the two walked through the rows of waiting parents and their charges. It helped to be escorted by the Hokage. Their path was made clear by everyone who saw the venerable man walking by, few even noticed the child he was guiding. Naruto snickered under his breath. Even the others his age didn't seem to see him there. All of them, from the youngest to the oldest, were held captive in open awe at the legend walking among them. Though the question lingered as to why. It wasn't like Hiruzen was never seen walking with the regular people. He wasn't an elitist snob.

The question was buried after they stepped through the door frame leading into the building. Naruto grimaced, it was even more crowded inside than it was on the outside! They could barely get through the door, even with the people in the way struggling to retreat from the Hokage's path. It was a lobby of sorts, with chairs lining the back and side walls; none of which were sat in. Somewhere beyond the horde was a man, Naruto could hear him shout "Next!" in periodic intervals.

Eventually they pushed through the crowds, reaching a tall and wide brown desk, with a tower lamp on the left side and a box computer desktop on the right, papers piled together in between. Naruto had to look up high to see the face of the man who stood behind it; the desk itself was taller than him, and the one behind it was taller still. He was tanned in skin, had a round face, and had short brown shaggy hair and a squared, short goatee. "L-Lord Hokage!" He gasped as soon as he saw Hiruzen.

"I'm here to see Naruto Uzumaki is registered for classes here." He said, and even he had to peer upwards towards the man. He really was short, in comparison.

"Naruto...?" The man started, looking down passed Hiruzen's hat to see the blond-headed child. Naruto smiled brightly. "Ah, I didn't think he'd be coming here, what on account of the-" He paused, briefly pressing his lips together and wincing. Naruto could feel Hiruzen's grip on his shoulder tighten slightly. "-The erm, that he's an orphan, and all." Naruto frowned; what was that about? He was about to say something else, he was sure of it. The man looked away. "He'll need a sponsor."

"I am he." The Hokage replied with a cold ring to his normally friendly tone. "I will sign as his guardian, and pay for the required fees."

"Uh, yes, sir." Replied the man as he fiddled with his thumb. He dug through the pile of folders and papers and finally pulled out a bundle, paper clipped together. He flipped several pages over, scanning each in turn. "Well, your timing is perfect. We have three more openings." He paused and eyed the Hokage, subtly wiping away a short trail of sweat by scratching just above it. "I trust you've got everything you need?"

Hiruzen pulled three cards from underneath his robe, holding them outwards towards the man, held like a deck of cards. One was a personal identification, the other a proof of residential status, and the third a license of guardian eligibility. Why he needed any of those, Naruto couldn't say. He was the Hokage, it was pretty obvious he met any and every requirement that could ever be set. He shrugged his shoulders, chalked it up to boring regulations, and moved on. For a moment the other looked over them, and nodded; Hiruzen put them away and pulled out a bag of ryo; thin strips of paper that counted for the money in the known world. He pulled several bills out and handed them over.

"Okay." Said the official as he took the payment, adding them to a stockpile hidden in the desk drawer, then handing over a paper and a pen. "Sign here, please."

Naruto couldn't help but shift his feet and sigh as the adults handled their business. It was a drawn out process, to be sure. It was even a wonder why Hiruzen had to pay at all; he _was_ the Hokage. But Naruto didn't care enough to think heavily on it. What bothered him most was what had been said moments earlier; or, rather, what had started to be said but was quickly cut off before it could be finished. On account of the - what? If only the sentence had been finished! He was obviously hiding something, and if Hiruzen's tightening on his shoulder was anything to go by, the old man knew too. Maybe it was Hiruzen who stopped him from telling? He looked up towards his grandfather-figure. Was he hiding something?

"Thanks. You're good to go. Introductory classes begin at noon, so you might want to stick around until then." Said the man as he took the paper and handed Hiruzen another. Then, he shouted, "Next!"

They turned to leave, once more working their way through the crowd at a slow, steady pace. Looking around, it was clear how many of the children would miss out on the education. There were many. Most would be forced to move on to the regular school, where they would begin a very normal, very boring life working the system. Others would get lucky, and would only have to wait until next year. As they left, he stole a glance at the round clock high on the wall - it was five passed eleven in the morning. He would be waiting an hour.

In a short while they had left the building and stopped beside the tree with the swing, Naruto sitting on the swing itself while Hiruzen stood next to him. A few of the people had heard there were only a few spots remaining and left early, while the others stayed, hopeful there were more. While the adults talked among each other, the other children ran around, laughing and playing a game of tag. Naruto winced when one fell and gasped in pain, but the child was helped up by one of the adults, dusted off, and ran off laughing once again.

"That could be me..." Naruto sighed, clenching the rope holding the swing up. Hiruzen turned towards him with a quirked brow. Naruto guessed now was as good a time as ever to ask, and he assumed the issues were connected. "What's wrong with me, gramps?"

"Hm?" Hiruzen murmured, and Naruto could swear his eyes narrowed and his mouth twitched into a frown.

"I never knew my parents. I guess they died. But what about my other family? Where are they?" The boy asked, looking towards Hiruzen with pleading eyes. "Then the jerk in there thought there was a reason why I _wouldn't_ join the school..." He clenched his teeth. He could feel the tears rising. His eyes stung, his throat felt like it had a lump. But he held it in. He wouldn't cry, he knew that. It had been so long since he had. "...And you can forget about me making friends."

For some while, there was silence. Naruto could see Hiruzen staring down at him from the corner of his eye, but he kept his gaze fixed on the children. He wanted to be with them, but he held himself back. It was the same result every time, no matter how many times he tried. A ball kicked towards him retrieved, or an enthusiastic request to play along to a game of tag; they always turned away. Over and over, Naruto had watched their backs, silently screaming 'why', as they walked further. Months upon months later, Naruto was done asking. Now, he would only watch; and wonder why whoever floated up in the great blue sky ever put him on this earth.

"It's a bit complicated." The old man's ragged voice broke the quiet. Naruto glanced towards him. Rather than illuminate anything he had only made it murkier.

"How?!" He snapped, glaring at his grandfather figure. "It's 'complicated'?! That's the best you can give me?!"

Hiruzen shot a scowl down at him, one that wordlessly silenced him just as easily as the Hokage had riled him up. "I mean that it is difficult to explain; and something that I do not believe you are old enough to know yet."

"What? Not old-" Naruto nearly snarled. That there was something in his past he wasn't allowed to know; for as old as he was, still he knew how unfair it all was. Or at least he felt that way. He would press further. "I don't get it, gramps! Why can't I know? What the fu-"

"Naruto!" Hiruzen's harsh gaze only hardened, halting any further outburst dead in its tracks. Naruto felt a tremor rush down his spine, unable to stop himself from gulping loudly. "Calm down. I told you, you're not old enough yet to understand everything. When you're older, I promise, I will tell you the whole story." That was all, then. He wouldn't get anything more out of him. There was nothing left to do but lower his head and focus on fighting the tears back down his throat. A hand clasped over his shoulder. Hiruzen bent down to his level and looked him in the eyes, his powerful, threatening gaze being replaced by what Naruto felt was a soft, kind one. "I'm sorry, Naruto."

It was a while before Naruto felt the inclination to forgive his grandfather, and even longer for him to forget. The hordes of hopeful parents and children had dispersed long before either happened, and so would days and weeks. But in the present, there still remained the matter of the Academy, and the first classes of the season. In what seemed like minutes (so in tune with his inward ranting, Naruto wasn't aware of how long it had actually been), the bell rang aloud in rapid hits, resonating for miles in every direction.

Hiruzen bade Naruto a quick farewell and a good luck, given only an angry grunt in reply, and the blond stepped through the doorway and back into the lobby from before - which had now been crowded not with adults, but with children. They stood in a cluster of disorganization; it was hard to imagine the teachers in the building intended to turn them into an army in the following years. Naruto squeezed into the group, catching glances at the instructor at the front but being eager to avoid catching their eye all the same. It was not the same man who stood behind the desk, yet Naruto could not bring himself to trust them. One had already stated his suspicion, it was easy to assume others knew the secret as well. All except Naruto, it seemed.

There was a quick introductory speech, in essence giving an account, in brief, of the various classes the children would be undergoing, what they would learn, where the rooms were (a map was produced for this), who the teachers would be (there were five), and other pieces of information; Naruto forgot most of it later. There was another matter that distracted him: the appearances and physiques of those around him. For months Naruto had wandered the streets of Konoha, and knew that although the city's more noble denizens prided themselves on a crime-less society, that did not mean crime didn't exist. He had learned to pay attention to how those around him looked by necessity.

This group was varied, to be sure. Some were more intimidating, with black or dark brown hair, obvious or (in a rare case) subtle confident posture. Others were less so, theirs was a more reserved or shady; it was them Naruto thought to look out for. The prideful ones would, if they chose, attack him from the front. It was the shady of the group who would strike him in the back.

Some part of him knew he was just being paranoid. Just because he had never had an entire friend in his entire life, that the other kids shied away from him when he approached, did not mean they were out for his blood. Nor that they knew whatever secret supposedly barred him from a normal existence in society. If he was too young, according to Hiruzen, likely so were they. But it didn't hurt to be cautious, to know who to look out for. It even allowed him to notice a strange girl who had long, pink hair. If that wasn't weird, Naruto didn't know what was.

Granted, it made him a hypocrite - he had six whiskers and bright blond hair, so he was a touch weird himself, by his own admittance.

Eventually, after the teacher had finished going over the basics, they were led to the precise locations of each individual class. They were shown the lockers where they would put their things, they were shown the cafeteria, the offices, and the sparring yard. The last of these had Naruto grinning. Even then, he could see himself training as a shinobi along with the others. Nothing more happened for that day, and in fact they were told they had the rest of the week off - official classes would begin the following day. They were all handed a sheet with the planned schedule on it for them to take home, and were sent on their way. So ended day one.

Naruto plopped down on his mattress, later that night. His stomach was filled with the hot juice of a warmed up cup of soup. Nothing else seemed to be really appetizing. While on his return trip home, he had noticed a rather annoying sniffle had overtaken his nose. The chilly surprise he'd received from the bathroom faucet had decided to come back around and bite him, hard. Hopefully it would subside after a night of rest. He opted to close the windows to stop whatever breeze there might have been from coming through and making life even more miserable than he wanted; hopefully that would help stave off the cold. Eventually, after wrapping himself up in a thin, green blanket and letting his golden hair get bunched up even more against the deflated pillow, Naruto drifted off into slumber.

Morning came swiftly, and silent. Naruto wasn't sure when he had fallen asleep, but for a long while after he awoke, he wished he was back there. His head ached and his throat revolted against every action made, and his nose was stuffed to the brim with unmentionable goop. Of course, he should have expected this. There must have been something in the water, or he got it from one of the kids at the school. The room was stuffy, he couldn't tell if that was from the cold or from the window being closed throughout the night. The building's heater and air conditioning had been shut off for maintenance - that was a month ago. There was a definite need to get a new apartment, but he hadn't saved up enough from allowance with having to pay for food and the general utilities.

It dawned on him he wasn't getting his money's worth.

Then it dawned on him that he had school; and after a quick look at the clock, that it began in an hour. "There's gotta' be something that can wake me up earlier!" He growled as he yanked the covers away and stumbled off the mat. A quick shower; there was little water and it was as cold as ice, which didn't help whatever disease plagued his health. He threw on some warmer clothes that were older, grabbed a very nearly rotten banana from the counter, and darted out the door even faster than he had the day before.

It wasn't long at all before he made it there, with several minutes to spare. The alleyways and secret places of the village made for an excellent, if confusing, maze of shortcuts that one could use to get to their destination much faster than by taking the normal routes. It was more dangerous, and one had to know their way, but to Naruto it was as clear as following the road. The yard was empty, but the front door to the school was opened wide. The hallways were largely devoid of life as well, save for a lone man sweeping at some dust with a broom. Naruto brushed passed him and moved on. He knew where to go, but the clock _was_ ticking.

Finally he reached the room he was to go to, and he could hear voices through the brown, closed door. The other children inside were chatting openly and loudly. For a moment Naruto hesitated; did he really want to go in there now? Class wouldn't begin for another few minutes yet. The instructor wasn't inside as far as he could tell. And he knew, if he showed himself, he would quickly be isolated to the corner. It had happened before, albeit not in a schoolroom environment. A sigh brisked through his lips, and he knew what he had to do. Maybe nothing would change, but at least he could try. He bit his lip and shoved the door open.

Like he had suspected, the class was packed to the brim. Children occupied just about all the seats available, and they barely acknowledged him at all as they talked to each other about one thing or another. Naruto didn't want to pry. The room resembled a climbing staircase; each desk was one level above the one in front of it, with the first being at the same height as the floor. There were long benches behind each of these where the children sat. He sniffled, slightly out of necessity but also to see if any would pay him any mind - they did not. Of course. He didn't expect any differently. He climbed the steps between the desks; there were three rows, with the farthest two being pushed up against the walls. There was one more seat available.

Naruto sat next to another boy, with black hair and equally dark eyes, who had his gaze set on the podium in the very front of the room. No words were exchanged between them, the other ignored him and Naruto returned the favor. He was rather used to it by this point. Most of the other children he recognized, they were among the group who lined up in front of the instructor the day before, while they were guided around the academy. He sighed. There was little chance if any of him making any friends from this bunch. They had already formed their cliques, save for a few who seemed just as isolated as he felt. One was even sleeping.

He didn't have any time to laugh about it. The door swung open as a man walked through, dressed in a blue undershirt and pants and protected by a green vest. His brown hair was tied back into a ponytail, and he had a long scar running over the bridge of his nose. He looked over the room; but his gaze lingered briefly on Naruto. The room had gone silent. "Hello everyone. My name's Iruka Umino. I'll be your teacher for the duration of your education. Nice to meet you all." What followed was a long string of introductions, as Iruka called out individual names and asked for them to reply when spoken too. Naruto drowned most of it out, snapping to attention briefly to respond with a curt "here" when his name was spoken, but otherwise remaining indifferent.

But then, Iruka made things a little more interesting. "Now, why don't you all turn to the one next to you. Get to know each other, introduce yourselves. They'll be your partner until you graduate." This caught Naruto by surprise. He assumed they would be left alone to complete whatever their teacher told them to, learn techniques, histories, and other such information. Not that they would be teamed up permanently. Slowly, he turned to glance over at the boy next to him, the one who he'd tossed aside as being just another boy who would treat him just as everyone else had.

 _'This'll be fun.'_ He idly thought to himself, knowing it would be just the opposite. He found the other boy was already looking back at him. Well, it couldn't hurt, right? "Hi. I'm Naruto Uzumaki." His voice felt flat, stiffened. He couldn't hide how he felt, like there was no point in any of this. The other boy sighed, and for a minute Naruto thought he felt the exact same way.

At the very least, his voice was just as dry as Naruto's. "Sasuke Uchiha."

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 **Let me know what you think - leave a review with comments, suggestions, questions, or advice. I'm open to it. ...Some would argue I need it. xD Until next time!**


	2. Chapter 2

**Disclaimer: Naruto and associated creations are property of Masashi Kishimoto.**

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 **Chapter I**

 **Graduation Day**

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 _Six Years Later..._

The morning was warm. Even before he was fully awake Naruto could feel the comforting rays press against his face through the opened window. Slowly, his eyes opened, aching and complaining and earnestly demanding to be closed again. It had been quite the dream, one he wasn't sure whether to be happy about or sad, or angry altogether. Six years had passed since then, and still Naruto remembered it all clear as day. Many things had changed.

Naruto stretched his limbs, feeling the muscles pull free from their own cramped, tense prison. The sheets of his bed had, at some point during the night, retreated away from his overly-active sleeping form, slipping off and being bundled up at the very foot of the bed. Though, his own foot was caught in a twisted trap. Grumbling in his half-awake daze, he kicked and prodded the blankets until they released him; then swung his feet over the edge and stretched out his back. Naruto had grown in the recent years, gaining several inches in height and growing out a little as well. The stretching was a noted side-effect.

In regards to his money, the last few years had also been kind. Naruto had managed to save up and move from that ugly and run down apartment, relocating to one that, while not being luxurious, had a much higher quality maintenance. The water heater worked, the air conditioning worked, the electricity worked! It was like a trip into heaven compared to what he had before. And he had new clothes too. Now he was dressed in dark blue pants, an orange undershirt with a red cyclone emblazoned on the back, and a beige, hooded jacket with a dark orange line following the sleeves from the shoulders. He had quickly discovered that orange was his favorite color, despite being as anti-ninja as possible.

At least it was better than pink.

Breakfast was homely, he cooked scrambled eggs and some buttered toast, throwing in an orange and a glass of milk. The kitchen (and the rest of the apartment for that matter) was much more organized than it had ever been before; Naruto had resolved to remain uncluttered to the best of his ability once he made it into a new place. And for the last year and a half, he'd kept to it.

Spring was turning to summer, the cold mornings and evening remained but by midday the sun blasted harshly, causing some mild discomfort on the skin. For the moment it was acceptable, and Naruto felt no inclination to close the windows just yet. But soon it would warm everything up just enough that Naruto would have to take more measures to insulate the room against it. Still, for the moment, things were comfortable, and Naruto could enjoy his breakfast in peace. In a short time he had finished off the eggs, the toast, and the orange peels had been lazily discarded into the trash can next to the refrigerator.

That action alone brought his attention to the calendar at its side. Naruto stared blankly at it for several moments, blinking sporadically and eyebrows scrunching together. Finally, the connection hit. "Shit."

It seemed to be a repeat of that day, long ago. Only this time, the old man wouldn't need to remind him. Naruto had paid attention, at least to some degree, and reminded himself continuously that this day was slowly approaching. Now, it was finally here - and he very nearly forgot again! Then there was another thing that became apparent; the weather was such that it was cold in the mornings and evenings, but warmer during midday. It was warmer now than it was cold, and the sun shot down into the window at a very steep angle. Which meant it was already midday - and class began in the morning.

Time to go! Naruto gulped down the last of his milk as hastily as he could, sputtering at the last few droplets that slipped down the wrong side of his throat, grabbed his sandals from next to the coffee table (this new apartment had an actual living room, equipped with a couch, television, and balcony), and dashed out the door; just barely willing to take the time to lock it on his way out. Unlike his last abode, this time his room was several floors above ground level. His was on the top of the five story complex, as it happened. But he wasn't willing to take the stairs. That would take too long.

He rolled over the metal bar, the only thing between the human and the fall, slipping down onto the rooftop. This he slid on, pushing his feet up just enough to avoid catching on the tiles and pressing down again for better traction. At the bottom of this slope he quickly fell to his bottom, pressing off, catching the ledge with his hand, and swinging his body to the next level. This, he repeated. At the third floor, however, there was no balcony walkway; instead, a thick wall was in his path. There would be no sliding on that surface. But it was a path he'd taken many times before, and though he couldn't stick to the surface, he could use it to slow his descent.

So instead of aiming for the closest and highest part, Naruto threw himself halfway down, smashing against the wall on his knees and arms, then allowing himself to fall to the next level - and the next rooftop tile. It was close enough to the rooftops of the nearby buildings that Naruto could slide his way to the edge and then leap, landing with a roll on the flat and hard surface with only a mild pain in his forearms and ankles. Then there was a quick jog to the far side, where a drainage pipe let him slip down to the ground.

Naruto didn't stop to catch his breath. He couldn't afford to waste any more time than he had already, despite cutting the trip down from his apartment in half with his improvised route. The alley he landed in, between two buildings and a high wooden fence, opened up to the main lane; which would take him straight to the academy if he followed it westward. He cut the corner, nearly tripping over the tip of a broom being pulled towards the building but extending his stride just enough to glide over. People stopped to stare as Naruto bounded down the road, moving as fast as his legs would carry him.

Finally he emerged from yet another corner, the way opened up to reach the large Academy building. The yard was empty. Everyone was already inside. He prayed to Kami he wasn't too late, and sped towards the entrance.

"We'll call your names one at a time. When you hear yourself called, go down the hall on your left and enter the first room." Iruka instructed the class from the podium, having just finished a speech he was rather proud of. The students had either drowned him out with some other line of thought, whispered idly to those next to them, or had fallen asleep altogether. He sighed. "Alright, first up, we have Kiba Inuzu-" The door slammed open.

"Sorry I'm late!" Naruto gasped as he staggered and caught himself on his own knee, bent over at the waist. His lungs were burning. After running so fast for so long, it was a wonder his whole body hadn't given out. But, he knew, the physical training they went through at the Academy wasn't for nothing. They trained him for this, made him stronger than any normal child his age. Still, he knew his legs would protest in bloody anger by the following day. Oh, what one paid for, for sleeping in.

He managed to look up; Iruka did not seem pleased, and stared him down with a sour frown. "Naruto." He began, seeming to be about to say something else, yet thinking better of it and disguising it as a huff through his nose. His nose was reddened, and a vein alongside his temples throbbed, in anger. "Late again, I see." He finally said once he regained his composure.

"I really am sorry," Naruto began while giving his best, sheepish smile. "I don't have an alarm, so waking myself up is really tough, y'know?" It was true; he didn't. And furthermore, he also didn't have the funds to buy one. That had always been an issue, a reoccurring problem of his. He was taking things one step at a time, and it was going very slowly. It was all the more difficult due to the many problems he had with his way of life. Not having parents to teach him had been a real trial for the duration of his early childhood, and even now.

"Of all the days to sleep in... Well, I guess you did show up before it ended, at least. Take your seat. We'll call your name when it's your turn." Iruka seemed inclined to speak no further, and so Naruto did as he was told with a silent thankful nod. He was grateful, at least, that he managed to avoid a scolding. It was an unfortunate habit, he had to admit it. For the last few years he had managed to continually arrive late for all of the important things in life. Not because he wanted to, but because his body didn't wake him up when he'd have liked. And, when it wasn't that, it was because he forgot.

"Which was it today?" Sasuke asked slowly, briefly turning his gaze to Naruto in recognition before resuming his cold stare at the farthest wall. Throughout their training at the Academy, Sasuke's personality had become more and more isolated, and yet somehow Naruto had still managed to remain something of a friend to the brooding Uchiha. In the time he knew him, Sasuke had changed much. Initially he was a bit more happy, and open, and talkative. But then there was an incident that happened, about four years ago when they were eight, and that transformed Sasuke into somebody totally different.

Naruto couldn't blame him. After all, there weren't many in the world who wouldn't change after their entire family was destroyed in a single day.

"Err, both." Naruto answered as he sat, not wanting to be honest but seeing no reason to lie. Sasuke knew him better than that, anyways. "I didn't wake up _and_ I forgot after." Sasuke grunted, and Naruto could have sworn he saw the brief glimmer of a smirk break the stoic, indifferent expression. "How about you? I'm surprised Sakura or Ino haven't taken this spot yet." He eyed the two women, who sat on opposite ends of the class. One had long, blond hair - that was Ino Yamanaka - and the other had equally long pink hair - that was Sakura Haruno. Both of the women were insanely intelligent, but had an equally insane crush on the raven-haired boy of their class.

As a matter of fact, most of the girls in their school did. Naruto had quickly taken note of the growing pack of fan girls who began stalking Sasuke around wherever he went. To some degree, he genuinely felt sorry for him. "They tried. I told them to leave. It's your spot."

Naruto laughed incredulously; how could they actually fall for someone so abrasive? And not only that, but to the point they'd fight with each other over it! Naruto glanced back at them, noting their passing glares sent each other's way. In the initial weeks of the Academy, the two had been fast friends. Sakura had always been picked on for her overly large forehead (which she still had even now), and Ino stuck up for her as a dominant girl in the class. Yet when they both started noticing Sasuke, things changed between them. Now they were rivals, and seemingly nothing more. Their friendship, for all intents and purposes, had ended. That was a very sad thing.

"Thanks for that." Naruto answered with a smile. It was nice to know he cared. He had to remind himself sometimes that, just because Sasuke seemed lost in his own depressive bubble, didn't mean he wasn't considerate of others. It just meant he had more important things on his mind. Naruto had asked several times before, and each time Sasuke told him to leave it alone; to the point that Naruto decided to stop asking. It wasn't worth it to know. Sasuke grunted again in acknowledgement.

After their brief conversation had ended, Naruto let his eyes drift across the room. The usual, familiar faces of their class were all here, minus one who had already gone in for testing. Then he looked to the blackboard on the front, where Iruka commonly wrote down various things from what the lesson of the day was, to the finer details of what he was saying, and so forth. But for today, there was a list of names and a number beside them. Above that was written in large words "End Season Grade".

At the top was Sasuke Uchiha, which was obvious. He had proven himself a genius very quickly, in both the written and physical exams; doing everything his teachers told him and more. Beneath his name was Ino's. Then was another child, Shino's. His eyes scanned the list, going down and down. All the names he recognized, but where was his? Further and further down - and finally, there he was, second to last in the whole class. "What?" He blurted, blinking and scowling. "I _know_ I did better than that."

"Hm?" Sasuke glanced his way, arcing a brow. Naruto pointed towards the board. "Ah." He said after he realized what Naruto was referring to, quickly regaining his brooding posture. "It's from all the times you overslept on exam days. They can't grade you for a test you didn't do. I told you to use the alarm I sent you."

"You sent me a-" Naruto started, eyes snapping in Sasuke's direction. "O-oh, didn't I tell ya' I lost it?"

Sasuke sighed faintly, closing his eyes with his brows knitting slightly together. "Yes, you did. If you had used it you wouldn't have lost it."

"That's... True." He answered, chuckling as a slight red pigment colored his cheeks. He could feel the blood rushing to his face. There was a mix of anger and embarrassment fighting for control. On one hand he was angry that he scored so low, despite knowing that he scored highly on most of his tests; at least, of the ones he actually managed to take. On the other hand, the idea that his late arrivals had caused him to finish off with a terrible grade, and that everyone knew it, left him feeling a small measure of shame. He should have set up Sasuke's gift as soon as he got it, he thought, though hindsight had said he could do it later. He never did.

But it wouldn't matter too much, he hoped. The end grade from all the exams only counted for a quarter of the total result. What truly mattered at the end of the learning season was whether or not you could complete the final test. Of course, there *was* a written test that he had already missed, which severely limited his chances of graduating this year. But there was still the practical exam that remained, and if he did well enough on that then he could skim by on the skin of his teeth. The margin for success was very narrow, not nonexistent. He would need to bank on that, or else he would remain at the Academy for at least another year. It would all depend on his ability to use that which they had already taught.

At least, that's what Naruto hoped.

The names were called, one after another. Those who went in to the exam room never returned to the class; they were sent out to the main lobby to wait for class to end. Sasuke was sent back; Naruto wouldn't see him again until later, but there was little doubt in his head that the Uchiha prodigy would succeed. He always did. Then Naruto heard his own name, took a deep, steadying breath, pinched his forearm harshly, and followed the path to where Iruka and Mizuki were waiting. Immediately after he entered the wide, square room and faced his instructors, who sat behind a broad desk with headbands lining the top, he scratched at his whiskers.

"So, uh, what're the chances of me passing this thing?" He asked, forcing the nervous shakiness to remain mostly insubstantial.

Iruka sighed, rubbing his temples with his fingers. "With your low grade from being absent, missed written test for an immediate failure result - you're right on the line, Naruto. You'll have to get a perfect result on this practical exam in order to pass, and that hasn't been done since..." He paused, eyes closing momentarily as if in thought. "... Since Itachi Uchiha."

"Oh, great." Naruto muttered. Itachi was a name he knew. Sasuke had talked endlessly about his brother during the early years of their friendship and tenure at the Academy - but then, at some point, any and all conversation about him ceased altogether. It was around the same time that Sasuke's personality shifted to be so much darker. He shifted his feet on the green mat underneath him. A perfect result wasn't something he'd been keen on achieving, or even one he thought possible.

"We'll ask you to perform three techniques you've learned over the years, which will test your abilities to think quickly, react based on memory, your reflexes, as well as your ability to perform the techniques, both physically and mentally." Mizuki explained, smiling from his spot next to Iruka. He was the more lighthearted of the two, although his lack of comment on the chances of a perfect score was mildly unsettling. It would be better to know and be dismayed than to not know at all! "To start with, a simple transformation jutsu."

Iruka continued, hiding his mouth behind clasped fists, elbows against the desktop. "Your task is to transform, as accurately and as quickly as possible, into your partner classmate." His voice hid every ounce of whatever thought Iruka had; Naruto was left alone. But he wasn't worried. On the contrary, this was one thing he knew he could do infinitely better than everything else. After six years of working together with Sasuke, Naruto was fairly confident he could mimic his appearance down to the smallest detail.

"Right." Naruto started in the same second. He already had the image in his head. The second issue was remembering the right signs to make. He began with a basic one, his palms slapped together, index and middle fingers straight while his others were curled between each other. These signs, similar to sign-language, were taught to them along with all the other techniques of the Academy. There were many, and each served a differing purpose; but they all assisted in drawing chakra - the energy that dwelt within each and every individual in their world - and manipulating it to points in the body where they were desired. Every technique required a certain amount of this energy to be in varying places. The signs helped facilitate that.

He could feel it like an extra pulse of blood, filling his body and rushing through his veins. A glowing air reflected off his skin, pale blue and nearly invisible to the untrained eye. " **Henge!** "

A blast of smoke erupted around him, a subtly dropped bomb to cover his body during the transformation. They were all given a packet of them, and told to use them whenever they used a technique - as practice. It wasn't required, but it would increase the odds of a higher score. When the veil cleared, Naruto took a steady breath. He looked down at his pale, sandaled feet, beige shorts and dark blue shirt. Then his gaze raised towards the jury. Mizuki nodded approvingly, and Iruka's sternness had shifted into a noticeable smile. That was encouraging. Another smoke bomb, and the transformation was released.

"Good job." Congratulated Iruka. He pointed to the doorway. There was a pile of finely cut, wooden logs resting in the hallway. "Your next test is on the substitution technique." At this, Naruto frowned. To perform it was something he could do, but pulling it off without being attacked, or at least avoiding making a fool of himself, was another matter entirely. His eyes drifted back to the teachers. A surprise, perhaps? It made sense that there would be. They would throw something. Mizuki's hand shifted, covered by the rim of the desk; he was reaching for something. There it was!

Naruto didn't smile, but he was beaming on the inside. This was one of the few that didn't require hand signs, just concentration and a bit of luck. Another pellet hid in his palm. A small, thin yet long stick was thrown, aimed right for his face. Naruto was ready for it - but it was fast! It cleared the distance sooner than a second could pass, and it struck Naruto right across the cheek with a loud 'crack'! He winced as the pain hit. He had managed to turn his head just in time, but it still made him stagger back.

But then he disappeared in another cloud of smoke.

Where once Naruto had been, a log clattered to the ground; stick thoroughly indented within. Iruka and Mizuki's eyes widened, mouths dropping slightly away from their upper lips, and then they looked towards each other. Naruto peeked in from outside the room. "How was that?" He asked with a knowing smile. If their expressions were anything to go by, they were more than impressed. It was a good sign, but he couldn't afford to drop his guard just yet. There was one more trial ahead.

"That - " Mizuki paused, scratching at his forehead, " - that was amazing, Naruto. It usually takes years for a shinobi to learn how to create an optical illusion with their substitution. How did you...?"

Naruto laughed sheepishly, as he moved over beside the log. "It's easy. Sasuke punched me so many times, it was hard _not_ to."

The white-haired teacher dug for more information, which Naruto answered as best he could, but neither noticed Iruka's pleased smile. _'Looks like putting those two together worked out well after all.'_ He thought to himself, before clearing his throat. "Your last test is to perform the clone technique - as many as you can."

"Hai!" Naruto was excited now. He was getting good reactions, was performing their requests as easily as could be - and now he was asked to do something he excelled at. He had learned some time ago that he had an insane amount of chakra at his disposal; though it made control difficult in the beginning, once he learned to refine it, he was able to utilize it like a warrior uses a weapon. The cloning technique was one that required control, and power. Naruto had both. And in having both...

 **"Bunshin!"**

...He could create an army. As soon as he said the word, the chakra blasting all around him as strong as an ocean's current, the room had been filled nearly to the brim with clones. Perfect, identical clones that grinned just as proudly as their maker. There was twenty at least, if not more. If his teachers had been shocked by his performance with the substitution, they were even more so now. Just like the illusion just before switching with the wood, Naruto had never created this many clones before; not in front of them. There was once, a few month prior, where in practice he had accidentally made so many that they became like a dot of orange from the hemisphere, but that incident was only for a scant few seconds before Naruto released them again.

Their jaws were dropped, Naruto thought that if they could have fallen to the desk, they would. They stared speechless for many seconds, leaving a tense and awkward silence fall. It was too soon for Naruto to relax however, even with his test being over. They had yet to give their verdict. Iruka was the first to regain his calm. "Very good." He said while barely hiding a shaken tremor. The clones were released, and they flickered away. "That was very impressive, Naruto."

"Thanks!" Naruto replied with a joyous grin, "So, how'd I do?" The teachers exchanged a glance, as if deliberating. That was unsettling on its own, owing to that the result remained unknown.

"Well, you did exceptional on your substitution and clones." Mizuki started, despite taking a second longer to recover, his face was the more composed of the two. "I haven't seen a trainee perform that well, yet."

"Neither have I." Iruka agreed, nodding absently. "Itachi apparently did, but that was before my time teaching here." Naruto was elated. Sasuke had told him all about Itachi, and the teachers compared a perfect result to his performance years prior; that they indicated Naruto's was as good as his was an encouraging thing. He couldn't help but feel a touch of pride well up inside. He had done it! Now he could truly become a ninja and find his purpose in life! And, perhaps one day, learn that damning secret the elders were hiding.

"What about his transformation?" Naruto blinked, and all at once he felt the jubilee be replaced by apprehension. His eyes shifted rapidly from Mizuki, who had asked the question, and Iruka who had his chin hidden by his fingers. "The appearance was good, features-wise I couldn't tell a difference."

"Yes." Iruka agreed, but something was off. Naruto could feel the hairs stand up on the back of his neck, an uneasy tingle running down his spine. "But the colors weren't accurate."

"What?" Naruto asked, eyes widening. Their attention turned away from their deliberations and back towards him. "Colors?"

Iruka nodded. "The shades were a tint off. The hair was more brown, the eyes closer to purple. Your skin was a shade darker than Sasuke's normally is. Everything was that way, even the clothes. All in all the appearance was the exact same, but there were noticeable differences in the tones. They were slight, but there."

Naruto winced, and cursed silently. He was so sure his transformation had been flawless! And they hadn't given him any indication he had slipped up somehow. He still remembered the ease he felt once he saw them smile and approve. _'Why didn't they say something then? Was it so I wouldn't get upset and give up? But they already told me it'd be really tough to beat this thing! They didn't have to hide it from me.'_

He scowled, opened his mouth to speak, but cut himself short and huffed. _'Nah, not worth it. Can't change 'em by arguing. Dammit.'_

"But he did do well on his other trials. Surely we can let this little thing slide - I'm sure it was just an accident. Everyone makes mistakes when they're nervous." Mizuki stated. Naruto's eyes snapped back to attention. He was arguing for a passing grade! There was still a chance!

"True. But with Naruto's grades, he needed a perfect score on this practical. We have to obey policy." Iruka replied, frowning. Naruto suddenly hated his procrastination and negligence in using that alarm clock all the more. If he hadn't slept in so late time and time again, he wouldn't have been in this position. It dawned on him that he should have listened to Sasuke from the start.

"It wouldn't be the first time, you looked at the records, didn't you? There was another student that got let through the exams despite being late all the time, years ago." Mizuki countered; Naruto remained silent, yet didn't stop listening. His fate was on the line, after all! "He wasn't even exceptional, really. But Naruto's more than demonstrated his abilities as a shinobi. We should let him pass."

A sigh escaped Iruka's lips. For a while his face changed, a battle raging behind his closed, thoughtful eyes. His countenance shifted more than once, from stubborn adherence to a wanting freedom, to resolved sadness and finally apprehensive appreciation - or at least, Naruto perceived it as such. After learning from Iruka for the past six years, he thought he knew the older man rather well. "Fine." Iruka finally relented, "It was a small mark, so it won't be hard to disguise it. I don't like the idea of breaking the rules but..." He smiled brightly, and proudly too. "...Mizuki's right. You've done exceptionally well, Naruto. You deserve it." He lifted up one of the many headbands on the desk and held it out.

Naruto couldn't move at first. After shifting from worry to comfort to nervousness to happiness and back to tense again, he wasn't sure what to think anymore. Idly he wondered if something more wouldn't leap out from some hidden veil, crushing this moment and turning it into something humiliating. Eventually he forced his feet to move forward, step by step, before finally he grasped the headband in his hand. It was then that all the nervousness vanished in an instant, replaced only by overwhelming joy.

Still, he refrained himself for the moment. Iruka and Mizuki both stared at him curiously as he took the headband, thanked them in a mutter, and stiffly walked away. Their unspoken question would be answered as soon as he left the room.

"Yes!" He shouted, leaping several feet into the air. He didn't notice how close his head had been to slamming against the roof. "I did it! I did it, I did it, I did it!" He cheered, all the restrained energies being released in a single moment. Naruto grinned from ear to ear as he briskly walked down the hall, not paying enough attention to hear the next name called. There weren't any people in the hallway, so he hummed an unknown tune to himself, returning to the lobby where the other children waited. Sasuke stared at Naruto from the moment he stepped into the room until the blond sat down next to him. He also had a headband, wrapped around his forehead. The evening sun beat into the room, lighting it in a bright orange.

"Didn't think you would actually make it, Naruto." He said,. "Good job."

"Thanks!" Naruto replied, almost too excitedly. Sasuke quirked a brow.

"You haven't been this loud since the first time Iruka-sensei took you to eat ramen. Were you that nervous?" Naruto rolled his eyes. Of course Sasuke would know. At the time, they both thought Iruka was going to punish Naruto again for being late, but when the teacher had brought them both to Ichiraku's, Naruto had instantly brightened up and became like a child at a candy store. Now, the same was happening.

"Well duh!" Naruto retorted, "I'm the second-lowest graded student in the whole class! Then I miss the written test; what're the chances of me passing then, huh? None! I had to get a perfect score in order to get this headband. Perfect!" He shoved a thumb at the metal piece that was now wrapped around his forehead as well. The fact that being second to last in the whole Academy wasn't necessarily something to be proud of was entirely lost on him.

Sasuke glanced at him disbelievingly. "Perfect? And you passed?"

"What's that supposed to mean!" Naruto demanded, despite knowing the answer. In an instant his mood had shifted to a more agitated one. He huffed. "No, I didn't get perfect. I tried really, really hard but I screwed up on transforming into you. Guess I've gotta' work on my colors." Sasuke raised a brow again, but Naruto ignored him. "But! I did awesome on everything else! So Mizuki-sensei and Iruka-sensei passed me."

"So, you cheated." Sasuke summarized. Naruto felt a vein throb in his temple. He made to speak, but Sasuke elbowed him in the rib roughly, causing him to cough. "Don't get so worked up. I'm only joking." A smirk was curled onto his lips. Naruto sighed, urging the agitation to shrink away. Sasuke was in a good mood too, likely from passing the test.

"Sorry, sorry..." Naruto said untruthfully.

"Why? You didn't do anything." Sasuke admitted, shrugging his shoulders. "I didn't think your mood would shift that quickly. Are you always this hormonal?"

"Oh shut up!" Naruto laughed finally, "At least I've got a personality, and I'm not brooding all the time." Sasuke grunted and looked away, though he made no effort to hide the smirk still holding on his face. Bantering was a common thing between them, even after Sasuke's shift in personality. Though on the outside it might look sometimes like a full-fledged argument, between them they were always nothing more than a fun contest of who could pick at the other better. Still, sometimes it seemed Naruto got more flustered than Sasuke ever did.

The sun hadn't lowered much before Iruka and Mizuki entered the room, accompanied by a tired looking boy with a short, black pony tail and slumped shoulders. He had a headband as well, but seemed rather unenthusiastic about it. Naruto chuckled; no matter the situation, Shikamaru never was one bubbling with energy. With him, sleep wasn't just welcomed, it was required. "Well done, everyone." Iruka said, "You're now officially genin, the first rank in the shinobi hierarchy. Over the coming week, you all with be scheduled for an appointment with a professional photographer and with the Hokage himself, to make your profile as a shinobi official for Konoha's records. After that, we'll begin team placement. But as for today, you're all dismissed."

The door opened up to the outer courtyard, and there a new wall had been formed. Somehow Naruto wasn't surprised to see a horde of parents flanking the Academy's walls. They bore proud, smiling faces, with a rare few owning sympathetic smiles. They were waiting for their children, to see what would become of them - whether that be them passing and becoming Shinobi, or failing and being left to try against for next year's exams. All at once the boys and girls in the room rushed passed him, leaping into their father's or mother's arms, laughing enthusiastically, and telling them of how amazing they did.

In an instant the happiness left again. Naruto glanced to his side. Sasuke nodded at him, understandingly. Out of all the students, they were the only two without parents. They were both orphans, left to fend for themselves mostly, with some assistance from the Hokage. In that entire group, they were the only two who did not have parents waiting for them. It made Naruto feel sour and angry, but above all, depressed.

He sighed, and the two of them pressed through the pack of excited parents and offspring. Once they got through, Naruto waved goodbye to Sasuke. All either of them wanted to do now was get as far away from the Academy as possible. Naruto absently kicked a pebble, making it skip across the dirt path. The sun fell further, casting a dull shadow on the village. Shop owners were closing their stores, children were being called inside. The further he got away from the Academy, the quieter and darker it became. Even that was depressing, now.

 _'Can't blame them for being happy.'_ He thought, _'It's just unfair. Why do they get a family to run home to and not me? This really sucks...'_ He scowled and shoved his hands in his pockets. A slight lump had developed in his throat, and his eyes stung and felt moist. The pebble was kicked again. "Dammit." He murmured, feeling the first tear drip down his cheek.

"What's the matter, Naruto? You look down." A voice interrupted. Naruto quickly wiped away the tear and turned around. Mizuki leaned against a nearby lamp post. "Do you want to talk about it?"

"Not really." Naruto replied, dipping his chin. "It's nothing. I'll get over it." Oh, how he wished that was true.

"I'm not sure it's that simple." Mizuki said. He was right, it wasn't. "Come on, I know a spot we can talk privately." Despite his apprehension and desire to go home and sleep, somehow Naruto didn't have the energy to argue. So he followed his teacher up a flight of stairs until finally they reached a balcony overlooking the village, on the edge of an apartment complex. Naruto admired the newly painted walls. It was a much nicer one than he was currently staying at.

"I think I know what's going on. It's because you're an orphan, right?" Mizuki said, sitting on the railing. Naruto looked away. "You've had a very hard life, Naruto. I can't begin to imagine what you're going through, or what you've been through already. It can't be easy. But you know, you're not alone here. Your friend Sasuke is an orphan too. He's going through just the same thing you are."

"Yeah." Naruto agreed, nodding slowly. Somehow, that wasn't as encouraging as it should have been. "It helps to know someone else knows what it's like, but that doesn't make it easier to deal with..."

Mizuki breathed steadily, running a hand through his white hair. "I guess it wouldn't. But you two aren't the only ones in the whole village. Iruka's an orphan, just like you. He would know way better than I about what you're going through right now. He was in your same exact position some time ago."

Naruto nodded again. He had known, and that had helped many times in dealing with it, but now only knowing it wasn't helping. Naruto doubted anything would. Some part of him thought he was just being too depressed. Maybe Sasuke was right, and he had gone hormonal. At twelve years of age, he was already in the early beginnings of teen hood. It was possible. That didn't really help either.

"Things are hard right now. But they will get easier." Mizuki said, "Use Iruka as your example. Right now, he's exactly where he wants to be. He's happy, he's pursuing his dreams. You can be like that too. You've just got to work for it. Keep fighting through the pain and sadness and loneliness, and you'll reach the end of the tunnel. Think positive. And keep trying. You'll make it one day, soon."

A sigh slipped through Naruto's lips. "Yeah, maybe." He muttered. There wasn't any energy there. None of that excited fire that'd been so lively before. It was all gone, crumpled up and thrown away by the grim reminder that when he got home, no one was there to be excited for him. No one would be there to celebrate with him, or to tell him how proud of him he was. There would be no love. The sun had finally set, darkness fully enveloping the night sky and revealing the twinkling stars above. A dark layer of clouds approached from the horizon, the farthest tips reaching out over the village's high walls.

Mizuki hummed in thought. "There might be something you can do to keep your mind off things." Naruto glanced over to him. What could possibly distract him from this funk? "I was asked to do a job for the Hokage, but it's pretty delicate. And I'm not sure I can pull it off without some help. I'd ask Iruka, but I'm under orders to not tell anyone of my assignment that's linked to the Council. I've been trying to figure out how to take care of it for a while, and I really think you'd be able to help me. You're new to the shinobi world so you're not tied to anyone, but you're just skilled enough in the basics. You could handle it."

"What kinda' mission?" Naruto asked with a quirk in his brow.

"A very delicate one, like I said." Mizuki answered while bringing a finger over his lips to indicate silence. "You can't tell anyone. I'm not technically supposed to tell you, but I'm making an exception. It's very important that a certain group of people not learn of this assignment. If they do it could spell disaster for the village as a whole. Our careers as shinobi aren't that important where something this big is concerned, so I'm willing to risk my neck to make it succeed."

"So, what'd you need me to do?"

Mizuki smiled, "There's a certain scroll in the Hokage's mansion that needs to be smuggled out of the village. I can't go into detail as to what's inside, but it's basically a message with very secretive details about the group of people I mentioned. We need to get it to the Hokage's contacts outside the village."

Naruto scowled, "Why doesn't the old man just have it sent himself?"

"Because," Mizuki started, scratching at his neck. " _They_ know where the scroll is. If they notice the Hokage move it, and they will if he tries to do it officially, they'll move to intercept it. He can't have someone move it for him, because it'd be the same thing. The only way to have it removed from the mansion without these people realizing it is to have it stolen. But I can't get close to it because I'm a shinobi. They'd recognize the theft immediately."

"So you need me because I'm basically a street rat." Naruto nearly growled. Mizuki laughed nervously.

"No, no - well, maybe that is a little accurate." He explained, slowly. "It's true that, because you're just a kid, they won't notice as easily. But I'm asking you specifically because of your talent, Naruto. Only you can combine your childish appearance with the skills of a genin well on his way to becoming a chunin. You're the only one qualified out of all the Academy's graduates. I'm asking you because I know you can do it." Naruto narrowed his eyes. Something about it all seemed fishy, but he couldn't put his finger on it. Or maybe it was just his mood hampering with him.

Mizuki stared at him expectantly, he wanted an answer. It wasn't one Naruto felt like he was ready to give, but he knew he had to. The urgency apparent in the request indicated that any delay would ruin everything. He sighed. _'I guess it couldn't hurt.'_ He thought, _'I mean, what's the worst that could happen? I get forced out of the village? Nobody would even know I'm gone...'_ He looked back towards Mizuki, something of a resolve masking his features. "Okay, I'll do it."

"Great!" Mizuki said in a cheery voice, smiling. "I really appreciate it. The scroll, as I mentioned, is in the Hokage's mansion. I can't set foot in there, or come anywhere near the scroll without drawing suspicion. So that will be your responsibility. I know the cleaning staff unlocks most of the doors at seven in the afternoon, so that could be a good time to sneak in. Whatever you do, meet me at that old lumber mill in the southern section of the village. I'll meet you there after insuring _they_ don't catch on to what we're doing."

"Right, okay." Naruto said, glancing off towards the thinning light fading on the horizon. _'So I've gotta' figure it out myself... Guess I'll take a look at seven. I've been there enough times so it shouldn't be too hard to get in - oh, but they might recognize me. Can't get in the normal way.'_ He wracked his brain for a moment, scowling and pinching at the bridge of his nose. _'Guess I'll just have to wait and see. Something will pop up, right?'_ By the time he had finished, Mizuki was already gone. Naruto grunted, and pushed himself to his feet. One day he would learn how to vanish in the blink of an eye, but for now he had to take the stairs.

Once he reached the street, he turned to look towards his target - the large, white, three storied building being visible against the shadowed frame of the Hokage Monument - the mountain Konoha rested against -, nestled into a nook in the rock. But then he turned around. Naruto would be headed there soon, but first he had to make a quick stop...

* * *

Iruka nearly collapsed on his bed after trudging through his dark apartment room. The light switch had been missed on his way in, but he didn't have the energy to return to fix the issue. It wouldn't have revealed much but the clutter coating his room, various articles of junk scattered on the floor, and walls whose paint had seen better days. He slammed his face into the pillow, sighing contently as the soft fabrics enveloped him comfortably. Graduation day always seemed to be the longest, he was always asked to stay late to help manage the transferring of each individual student's profile out of the Academy's records and in to Konoha's official shinobi registry.

Another late night, in essence. Iruka hadn't known that being a teacher of shinobi could sometimes be just as tiring as being an actual one; at least insofar as the less active roles were concerned. Still, it was, in his opinion, far more rewarding. To see the next generation of ninja and guide them to their place in the world, to train those who would in turn guide the world when he and the rest were gone, that was the greatest achievement he could ever ask for.

He had nearly drifted off into a peaceful slumber when a knock at the door disturbed him. Groaning his frustrations into the pillow, he pulled himself out of bed (he hadn't been covered, so it was a rather easy feat despite the comfort) and skulked to the door. On the other side was Hiruzen Sarutobi. "Lord Hokage!" He greeted, forcing away whatever remained of his complaints. "What brings you here?"

"I'm sorry for disturbing you so late, Iruka." Hiruzen said quietly, "I was waiting at Naruto's apartment this evening for him to return. I wished to congratulate him on passing his exam personally. But he did not come. Do you know where he is?"

Iruka blinked, last he saw of the blond he was headed back towards his home. Had something happened? "No, I don't. I thought he was going back home." Hiruzen hummed in thought, scowling in a way that perturbed Iruka. "Do you think he's okay?"

"That's what concerns me." Hiruzen admitted. He stroked his goatee with a hand. "Well, thank you. I'll tell my ANBU to look for him. Please, enjoy the rest of your evening."

"Wait!" Iruka called as the venerable Kage moved to leave. "I'll look for him too. Just give me a minute to get ready." Hiruzen nodded as Iruka closed the door. It was now thirty minutes after seven in the evening, and class ended two hours prior. There was no reason Naruto wouldn't have returned to his apartment afterwards. He always had, except for the rare cases when he played at the playground with Shikamaru or Choji. There wasn't a reason to be concerned, not yet. But Iruka knew a few places Naruto could have been. He stood the best chance of finding him.

He spun on a heel and reached for a duffle bag sitting on a short table in the corner. His first step was marred when he kicked something with a sharp edge. It wasn't enough to hurt, but it did grab his attention. Looking down he saw an envelope, with the open end scrunched up as whoever last held it hastily shoved the lip closed. It would have been right under the door, like someone had slipped it in through the crack. He bent down and opened it, and inside it read:

Hey, Sensei

Something weird's going on. Mizuki-sensei asked me to take a scroll from gramp's place.

He said it was a mission for the village, but I don't know.

After grabbing the stuff I'm supposed to meet him at that old mill.

You know, the one I used to practice kunai throws against?

I'm not feeling really good about this. Think you could meet me there?

Thanks.

On the bottom right corner, the name Naruto had been scribbled. Iruka recognized the blond's handwriting immediately. He dropped the letter, grabbed his bag, and rushed out the door. He prayed to Kami that he wasn't too late.

* * *

Naruto let the large scroll slam against the grass and moss-covered turf. It was larger than he had expected, big enough to cover the entirety of his back and requiring a large strap with the width of his forearms put together to hold. He had expected something smaller, more like the message Mizuki had described. _'Maybe it's to hide it?'_ He thought as he examined the ridge. The thickness was larger than his hand. There was a red band wrapped around it, presumably to keep it sealed. It felt like everyone wanted to know what was inside, but nobody could.

There had been more difficulty than he had thought in smuggling it out of the mansion. Five times he was almost stumbled upon by the cleaning staff, twice he was nearly discovered by patrolling shinobi, and once he barely avoided blundering in to a standing vase and making enough racket to wake a city. For all that, he still managed to find it (easier said than done considering Hiruzen's multi-floor library), retrieve it (the size made this particularly difficult), and get it away from the main part of the village (the simplest part of all). In fact, it seemed he had finished the job earlier than Mizuki had expected - the white haired shinobi had yet to show.

He dragged the parchment over to the lumber mill. The building was dark and abandoned, at least for the night, though by morning it would hum with the sound of buzzing saws and cracking wood. It supported his weight as he leaned against it, letting the scroll fall to his side. The thump made him look again. He eyed the thin lining where the opening lay. Mizuki had never been specific about what the group was that wanted the scroll, or what was written inside that could harm them so much. _'I might be better off not knowing... But I wanna' see anyways. There's gotta' be somethin' important in here if everything's so secretive!'_ For another minute he was still, listening intently to the chirping crickets and swaying branches. No footsteps. He had time.

His lip stung under the force of his teeth as he bit down. _'I could get so busted for this. But what the hell, everyone hates me.'_

With that in mind, he slipped his thumb under the line, tugged towards the center and ripped open the seal. The scroll rolled open, and he stopped it with his hand as the first words appeared. At least the first section was revealed, and already he was tempted to show more. _'This isn't a message.'_ He realized with widened eyes. _'These are jutsu. But - Way stronger than anything they taught at the academy! I could learn a lot from this.'_ His eyes scanned the paragraphs. _'Shadow Clone Jutsu, that's the first one. Well it sounds cool, right? Why not give it a try and see if ya' can't learn this stuff?'_

It was surprisingly descriptive, detailing the chakra needed, the signs, the desired result, everything a learning shinobi would need. He followed the steps perfectly, crossed his fingers like a plus sign, and closed his eyes. The chakra drained from him, he could feel it leave his body. And when he opened his eyes, to his right, a perfect, mirror image of him stood. "Whoa!" He gasped, taking several steps back - he noticed the clone didn't copy his movements. A regular clone would match him perfectly, appearance for appearance, move for move. But this clone remained in place, and in fact stared at him with a quirked brow.

"What?" It asked, blinking. Naruto gulped, he was beginning to think this was a terrible idea.

"I - you. I mean, I created - you?" The words didn't seem to want to leave his mouth.

"Yeah!" The clone replied with a grin. "So, what now?"

"Uh, huh?"

"I mean, what'd ya' want me to do? You did create me!" The clone flashed him a cheeky smile. Naruto noticed it had his personality, or at least seemed to. So this is what made it different from the normal clone; for all intents and purposes, this clone was its own person. It wasn't an it - but a he. Suddenly, an idea struck him.

"What all can you do?" Naruto asked with a smile, "If you're a clone of me, that means you can do everything I can, right?"

"Yep!" The clone answered happily, but then his face drifted to more of a pout. "Well, actually, that's not true. I'm you, but I can't really take any hits. If it's something that'd make you bleed, I'd be gone." Naruto hummed in thought, grasping his chin with a hand.

"Does it hurt?"

"How should I know? I've never been hit before!" The clone replied, exasperated. "I don't mind though. I'm you, so all my memories are yours too. When I 'die', I just rejoin you, so it's no biggie."

Naruto smiled, but there was a certain glint in his eye. "Well that's good. Then you won't mind helping me out with an idea, right?" The clone stared at him confusedly, but then quickly nodded enthusiastically.

A few minutes later, branches cracked and snapped, and sandal-covered feet smacked against the wood. Iruka panted lightly as he jumped from tree to tree, speeding towards his destination. He knew it well, Naruto had practiced there time and time again over the years, and often Iruka would watch him. The improvement he showed with each session was startling. If the boy ever reached his potential, he could be unstoppable. He nearly slammed into a low-hanging branch, ducking under it neatly, and he shook his head to clear his thoughts. There wasn't any time to daydream. He had to reach Naruto first.

Finally he leaped from the trunk and landed on the ground. The lumber mill was only a few yards away, he would run the rest of the route. Finally he cleared the treeline and dashed into the opening in which the building was - Naruto sat against the wall, but he stood and waved once he saw Iruka. "Heya sensei! Glad ya' made it."

"Naruto!" Iruka called, rushing towards him. "Are you okay? Has Mizuki showed up yet?"

Naruto shook his head. "No, not yet."

He sighed in relief, and looked around the clearing. Something was missing here. He narrowed his eyes at the blond boy. "Where's the scroll? I thought you were going to steal it."

"Oh! I left it behind. I was getting way too bad vibes from everything so I didn't wanna' go through with it." He replied sheepishly, scratching the back of his head. "I just became a ninja! I don't wanna' throw it away by doing something wrong, y'know?"

Iruka nodded, but he scowled. "Why did you decide to meet me and Mizuki here anyways, if you weren't going to grab the scroll?" Naruto's cheery demeanor faltered, and he frowned while examining a pebble on the ground.

"I dunno'. I just feel like something's wrong. And if I'm right, Mizuki-sensei won't let me off the hook that easily. So I figured we'd deal with this now." Iruka's eyes widened slightly. It was startling to think he suspected Mizuki of being willing to kill him. Iruka had known Mizuki for most of his life, and not once had he ever thought of the man as anything but kindhearted. Still, Iruka gazed off into the forest. The lighting was dark, so much so that they could barely see beyond the clearing. It was pitch black, perfect for an ambush.

It was beginning to make sense. "He asked you to come here?" Naruto nodded slowly. Suddenly there was a whistle, like something flying through the air. Iruka winced as he was struck twice in the arm and once in the knee, another kunai joining the other three by slashing across his cheek and embedding itself in the wooden wall of the mill. He grunted in pain as blood began to seep from the wounds. Naruto gasped and backed away.

"So nice of you to join us, Iruka." Mizuki called from atop a nearby branch. He jumped down and landed softly, glaring at Naruto. "I guess you convinced him to come along, huh brat? Eh, no matter." He shrugged, smirking madly with a wild, savage gaze. "I wanted to kill him too, so it all works out. Now I'll just finish the two of you off and take the..." His grin turned to a frown. "Where's the scroll?"

"I didn't steal it!" Naruto snapped, growling at the man. "I'm not gonna' sit back and do whatever the hell you want me to! Not when I know it's wrong!"

Mizuki laughed loudly, reaching to his back; Naruto noticed for the first time that two giant shuriken were strapped to him. "You really are worthless. Well, I guess I'll take you out now so I won't have to worry about it later. I'll just find someone else gullible enough to steal the scroll! Maybe that Uchiha brat? He seems like the kind of kid who's obsessed with power."

Naruto's eyes widened, then hardened in anger. Something burned inside of him, like a howling beast scratching to get free. It hurt, his stomach seemed to be on fire. "Sasuke'd never do that! He'd sooner kick your sorry ass!" He shouted, clenching his fists and stepping forward. _'Just like I'm about to!'_

"Naruto, stop!" Iruka shouted just in time for Mizuki to release one of the shuriken from its hold, twirling it in his hand. "You've got to get out of here, now!" But he didn't listen. Instead, Naruto growled and started into a fast sprint towards Mizuki, fists clenched and teeth grit. "Don't!"

Mizuki grinned, throwing his arm back, poised to launch the spinning missile directly at the charging blond. "Time to die!" He snarled, throwing it forward. It brushed through the air as easily as a bird, slamming directly into Naruto. The blade plunged into his skin, blood spurting out and on to the ground.

"No!" Iruka shouted, urgently yanking a kunai free of his leg, ready to send it right through Mizuki's neck. But then Naruto disappeared in a plume of smoke, leaving behind only a toppled over log. Both shinobi stared at it in open shock, both realizing in the same instant that the shuriken had vanished along with him.

"What the hell?!" Mizuki glowered, wrenching his second shuriken free and readying to throw it. A massive whirling sound brought their attention back to the nearby trees, a large shuriken rapidly approaching the white-haired ninja. For a second he hesitated, but then launched his own weapon towards it - the blades clashed in the air, sending sparks flying and screeching horribly as they spun rapidly against each other. Then, much like before, a smoke cloud blasted around them; and Naruto emerged, grabbing a hold of Mizuki's shuriken, spinning in the air, and launching it right towards him! Iruka watched on in open awe as Mizuki's body was pushed back against a tree, the shuriken pinning his shoulder to the bark behind him. He cried out in pain, his arm quickly being drenched in his own, crimson blood.

"Damn brat! Die already!" He bellowed as he retrieved a kunai from his belt pouch, tossing it at Naruto. He was still in the air, he couldn't dodge it. Iruka threw his own kunai, but he was too late - it merely broke through Mizuki's hand and rendered it useless. The blade lodged into Naruto. Mizuki laughed despite the pain, Iruka shouted in horror.

But Naruto smiled, as he vanished behind another cloud. This time, however, there was not a log left behind. When the smoke cleared, it paved the way for Mizuki to see the real Naruto standing on a branch, holding the first large shuriken in his hand. His shirt had been torn, and a thin cut traced the side of his abdomen - the source of the blood from the initial impact, before his substitution. He had held on to that shuriken, taking it with him, urging his clone to toss himself as a transformed shuriken at Mizuki. Now, he would throw the real one. He spun it as best he could, despite it being several sizes larger than his own hand. Mizuki growled, trying to break himself free of the shuriken, but found it was too hard wedged into the wood. His face suddenly turned pale. "No..."

"I ain't gonna' miss you, bastard!" He shouted, his voice thick with rage and his eyes flashing a faint red, before throwing the large weapon.

"Don't!" His face - Naruto faltered when he saw his face. The look of fear, dread - seeing death in front of him but not wanting to accept it. Everything seemed to move slowly, sluggishly. He saw the shuriken, it had already left his hand. Yet he reached for it again, trying to grab it out of the air. But it was already beyond his reach, slipping passed his fingers. It dawned on him then, that he didn't know what he was doing. Or what he had done. Now that he was thinking, he desperately wanted to stop it.

 _'No. This isn't right.'_ He thought, in that moment, _'Please, stop!'_ But it was already too late. The shuriken plunged deep into Mizuki's stomach, just high enough to puncture both that and his lungs. The white-haired teacher never had a last word, unable to speak, his breath failing him. Blood poured from his wound, and from his mouth, gurgling and sputtering. He stared up at Naruto with the last of his strength, and Naruto could have sworn he saw more than hatred, more than fear; he saw a disdain. Something far deeper than simple hate, something that was much more corrupting. Then, the light faded from his eyes, and Mizuki slumped.

"Wait... No." Naruto muttered. His legs wobbled, he didn't feel strength in them anymore. His hand moved to his mouth, covering it; tears uncontrollably rolled from his eyes. "I didn't want to do that. I didn't want to kill-" His eyes widened; Naruto couldn't stop his body from convulsing, his stomach dumping whatever content remaining within. His breathing was labored, rapidly increasing, yet trembling. Everything faded to a solid black. The last thing Naruto could see was the fast approaching ground.

And the last sound he could hear was a deep, frighteningly menacing, manic laugh.


End file.
